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Annual and Sustainability Report 2025

Group notes

Note 21 Equity

At year-end, Epiroc’s share capital totaled 500 (500). The total number of issued Epiroc shares was 1 213 738 703 (1 213 738 703) shares, of which 823 765 854 (823 765 854) were class A shares and 389 972 849 (389 972 849) were class B shares, each with a quota value of approximately SEK 0.41 (0.41). Class A shares entitle the owner to one vote while class B shares entitle the owner to one tenth of a vote. Class A shares and class B shares carry equal rights to a part of the company’s assets upon liquidation and distribution of dividends.

The Board of Directors of Epiroc has been granted a mandate by Epiroc’s Annual General Meeting on May 8, 2025, to repurchase, transfer and sell own shares in order to fulfill the obligations under Epiroc’s performance based employee stock option plans. Repurchase and sale will be made at a price per share within the registered trading interval, at any given point in time. The mandate is valid until Epiroc’s Annual General Meeting 2026 and allows:

  1. The acquisition of not more than 1 900 000 series A shares, of which a maximum of 1 800 000 may be transferred to option holders under the performance based personnel option plan 2025.
  2. The acquisition of not more than 20 000 series A shares, later to be sold on the market in connection with payment to Board members who have opted to receive synthetic shares as part of their remuneration.
  3. The sale of not more than 60 000 series A shares to cover costs related to previously issued synthetic shares to Board members.
  4. The sale of a maximum 4 100 000 series A shares currently held by the company, for the purpose of covering costs of fulfilling obligations related to the performance based personnel option plans 2018, 2019, 2020, 2021 and 2022.

The Board of Directors of Epiroc has been granted a mandate by Epiroc’s Annual General Meeting on May 14, 2024, to repurchase, transfer and sell own shares in order to fulfill the obligations under Epiroc’s performance based employee stock option plans. Repurchase and sale will be made at a price per share within the registered trading interval, at any given point in time. The mandate was valid until Epiroc’s Annual General Meeting 2025 and allowed:

  1. The acquisition of not more than 1 950 000 series A shares, of which a maximum of 1 900 000 may be transferred to option holders under the performance based personnel option plan 2024.
  2. The acquisition of not more than 20 000 series A shares, later to be sold on the market in connection with payment to Board members who have opted to receive synthetic shares as part of their remuneration.
  3. The sale of not more than 60 000 series A shares to cover costs related to previously issued synthetic shares to Board members. 
  4. The sale of a maximum 4 000 000 series A and series B shares currently held by the company, for the purpose of covering costs of fulfilling obligations related to the performance based personnel option plans 2018, 2019, 2020 and 2021.

During 2025 Epiroc divested 666 914 class A shares in accordance with mandates granted by the 2025 and 2024 Annual General Meeting. As of December 31, 2025, Epiroc AB held 4 695 191 (5 362 105) class A shares. More information regarding employee stock option plans can be found in note 25.

Reserves

Consolidated equity includes certain reserves which are described below:

Translation reserve

The translation reserve comprises all exchange differences arising from the translation of the financial statements of foreign operations, the translation of intra- group receivables from or liabilities to foreign operations that in substance are part of the net investment in the foreign operations, as well as from the translation of liabilities that hedge the company’s net investments in foreign operations.

Cash flow hedges

Cash flow hedges amounts to -67 (1). See note 30 for more information.

Non-controlling interest

The non- controlling interest amounts to 11 (423). On April 2, 2025, Epiroc acquired the remaining share of Radlink. Epiroc acquired a majority shareholding of Radlink, 53%, already in 2022, and now owns 100%. 

Appropriation of profit

The Board of Directors proposes a dividend of SEK 3.80 (3.80) per share, totaling 4 594 (4 594) if shares held by the Company on December 31, 2025, are excluded. The dividend is proposed to be paid in two equal installments during 2026.

Amounts in SEK  
Retained earnings including reserve for fair value 44 656 785 351
Profit for the year 3 168 444 236
Total 47 825 229 587
The Board of Directors proposes that these earnings be appropriated as follows;  
To the shareholders, a dividend of SEK 3.80 per share 1) 4 594 365 346
To be retained in the business 43 230 864 241
Total 47 825 229 587
   
 1) Based on number of shares outstanding at the balance sheet date.

The proposed dividend for 2024 of SEK 3.80 per share, that was approved by the Annual General Meeting on May 8, 2025, was accordingly paid by Epiroc AB. Total dividend paid amounted to SEK 4 593 965 614.

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